Legal Business

Skadden and A&O act on Vantiv’s £9bn buyout of UK payment processor Worldpay

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Corporate Allen & OverySkadden, Arps, Slate, Meagher & Flom

An Allen & Overy (A&O) team is advising UK company Worldpay on its £9bn sale to US payment processor Vantiv, the largest US merchant acquirer by transaction volume, in its bid to cover the global market.

The A&O team is led by corporate partner Duncan Bellamy, who also led A&O on London Stock Exchange (LSE) listed Worldpay’s 2015 initial public offering (IPO), and is joined by M&A partner Seth Jones.

Skadden, Arps, Slate, Meagher & Flom represented Cincinnati-based Vantiv on the deal. In 2016, the company processed 25 billion transactions with a combined $930bn value.

In a joint statement, Worldpay and Vantiv said they saw a ‘compelling strategic, commercial and financial rationale’ for the combination, which will create a global company with a ‘strong position’ in the four core regions: the US, Europe, Asia-Pacific and South America.

Worldpay was subject to an offer from US banking giant JPMorgan Chase yesterday, but the company announced today that an agreement had been reached with Vantiv.

The deal values Worldpay’s shares at £3.85 each, with shareholders entitled to 55p per share. A Worldpay spokesperson confirmed that the value of the merger was subject to share price change, but that the ultimate value will be around £9bn.

Vantiv chief operating officer Charles Drucker will lead the group as executive chairman and co-chief executive while Vantiv’s Stephanie Ferris will assume the role of chief financial officer.

Worldpay chief executive Philip Jansen will continue as a chief executive for the combined company.

Following the merger’s completion, Worldpay shares will be delisted from the LSE. Common stock in Vantiv, which will be the ultimate holding company of the combined group, will continue to be listed on The New York Stock Exchange.

A&O, Weil, Gotshal & Manges and Freshfields Bruckhaus Deringer advised Worldpay on its 2015 IPO. The float was the largest of the year. It gave Worldpay a market value of more than £5bn.

At the time, Bellamy, David Broadley and US securities partner Jeff Hendrickson advised Worldpay. Weil’s team advising Advent International and Bain Capital was led by London partner Marco Compagnoni, with Peter King, Samantha McGonigle and Simon Lyell. Freshfields advised underwriter Goldman Sachs, led by capital markets partner Mark Austin.

tom.baker@legalease.co.uk

Legal Business

Skadden, White & Case, Freshfields, Simpson lead elite firms on Europe’s largest software buyout

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Corporate Freshfields Bruckhaus DeringerRopes & GraySimpson Thacher & BartlettSkadden, Arps, Slate, Meagher & FlomWhite & Case

Skadden, Arps, Slate, Meagher & Flom and White & Case advised HgCapital as it led a consortium of investors purchasing €4.64bn of stakes in Norwegian software company Visma, in one of Europe’s largest ever software buyouts.

US buyout firm KKR is selling its entire €1.59bn stake in Visma, while private equity firm Cinven is selling 40% of its Visma holdings.

Private equity partners Richard Youle and Katja Butler, left White & Case last month to join Skadden in anticipation of the deal’s announcement. 

White & Case remain advisers to Hg on the debt component of the deal, with a team led by London’s banking partner Colin Harley and Brussels’s antitrust partner Pontus Lindfelt.

The investor group includes Intermedia Capital Group (IGC), Montague, the Government of Singapore Investment Corporation (GIC) and Visma’s management team.

KKR is advised by Simpson Thacher & Bartlett, alongside ABG Sundal Collier, Morgan Stanley, EY and OC&C, while Freshfields Bruckhaus Deringer, in a team led by Adrian Maguire and Victoria Sigeti, advised Cinven.

Ropes & Gray advised new client ICG, led by private equity partner Helen Croke and finance partner Malcolm Hitching, who led on the debt aspects of the deal. 

Linklaters advised Montagu with a team led by financial sponsors co-head Alex Woodward.

Oslo-headquartered Visma provides mission critical accounting, resource planning and payroll software to small and medium-sized businesses in the Nordic and Benelux region.

Before the deal, Hg, Cinven and KKR each owned a third of Visma. Following the deal, Hg will hold 41% of Visma, Cinven will retain a 17% share, while Visma management will hold 7%. The rest of the consortium will hold minority stakes.

Hg initially invested €114.8 million in Visma in 2006, completing a public-to-private de-listing from the Oslo stock exchange valuing the business at £382m at that time. HgCapital subsequently continued to hold a stake in the business over the following eight years, before re-investing again in 2014, alongside both KKR and Cinven, each holding 31.3% of the company at that point.

Between 2006 and 2016, Visma’s revenues grew at a compound annual rate of 17. The company completed more than 120 bolt-on acquisitions over the same period and improved operating margins from 15% to 25%.

Schjødt is advising HgCapital on Norwegian aspects of the deal and Wiersholm for Visma and the management team.

Private equity firms have been increasingly interested in software companies in recent years.

Marco.cillario@legalbusiness.co.uk

Legal Business

Dealwatch

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Dealwatch Bredin PratFreshfields Bruckhaus DeringerMacfarlanesSkadden, Arps, Slate, Meagher & Flom

SKADDEN PULLS MOODY’S IN €3BN DEAL

Allen & Overy (A&O) and Skadden, Arps, Slate, Meagher & Flom led as Moody’s agreed a €3bn (£2.6bn) deal to buy Dutch data group Bureau van Dijk from Swedish private equity company EQT. Skadden advised Moody’s, alongside Dutch adviser Stibbe, while A&O acted for EQT. Latham & Watkins advised the banks, while Baker McKenzie acted for van Dijk’s managers. Simmons & Simmons is also playing a role, providing employment and pensions advice to Moody’s.

Legal Business

Freshfields and Skadden win roles on LSE’s $685m buyout of Citi yield book

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Corporate Freshfields Bruckhaus DeringerSkadden, Arps, Slate, Meagher & Flom

Freshfields Bruckhaus Deringer and Skadden, Arps, Slate Meagher & Flom have won places advising on the London Stock Exchange (LSE)’s $685m buy-out of Citi’s yield book and fixed-income indices.

The purchase, which includes the World Government Bond Index, is anticipated to close in the second half of 2017 subject to regulatory clearance.

The yield book’s analytics platform serves 350 institutions globally including investment management firms, banks, central banks, insurance companies, pension funds, broker-dealers, hedge funds and investment management firms.

Freshfields advises LSE on the transactions, with US regional managing partner Peter Lyons and London based IP partner Giles Pratt leading on the deal.

Skadden’s New York based partners Jeffrey Brill, Stuart Finkelstein, Erica Schohn and Kenneth Schwartz advised Citi.

Freshfields previously advised LSE on its failed merger with Deutsche Börse. The Magic Circle firm advised alongside Linklaters on the deal – which was the third attempt at a tie-up.

Former Freshfields M&A veteran Mark Rawlinson advised alongside partners Andrew Hutchings and London M&A co-head Piers Prichard Jones, LSE while Linklaters corporate partner Roger Barron acted for Deutsche Börse, along with Simon Branigan in London and Ralph Wollburg and Staffan Illert in Germany.

Last week Skadden announced it had picked up global and EMEA PE co-head Richard Youle, along with recently promoted PE partner Katja Butler.

madeleine.farman@legalease.co.uk

 

Legal Business

‘Move makes sense’: Skadden breaks up White & Case City PE duo with Youle hire

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Strategic recruitment Skadden, Arps, Slate, Meagher & FlomWhite & Case

In what amounts to a break-up of one of the City’s most storied private equity partner duos, Skadden, Arps, Slate Meagher & Flom has hired White & Case’s global and EMEA PE co-head Richard Youle, along with recently promoted PE partner Katja Butler.

The move splits the long-running and successful pairing of Youle and Ian Bagshaw, who had known each other since Youle was Bagshaw’s trainee at Eversheds in the 1990s. Youle (pictured) joined White & Case with Bagshaw in 2013 after resigning from Linklaters after seven years with the Magic Circle firm.

They were then both named co-heads of PE at White & Case in 2015 and have been central to a strong run of form for the City office of the US firm. Two years after their arrival, the private equity group in London was already pulling in close to the £40m that the Linklaters team had been generating under their leadership.

A spokesperson for White & Case said: ‘We can confirm that Richard Youle and Katja Butler are leaving White & Case to join Skadden. We wish them every success in their future endeavours. Our private equity team and leadership is deep and broad on a global basis and will continue to be run by Ian Bagshaw based in London and Oliver Brahmst based in New York.’

Bagshaw told Legal Business: ‘Richard is a great partner, I’ve had the pleasure of working with him for ten years. This move makes sense for him. We have had a great run since joining up in 2013 and will continue building out White & Case’s private equity practice in London going forward with the wider team.’

Youle advises PE houses and financial sponsor clients on all forms of leveraged M&A and portfolio assistance including restructuring advice, with clients such as HgCapital, Montagu, Oaktree and Mid Europa Partners.

Butler was made up to partner at White & Case in January and her focus is on PE deals as well as providing assistance to sponsor-held portfolio companies between buyout and exit.

White & Case’s London office saw a 4% increase in turnover to $290m as the firm posted a 7% increase in global revenue for 2016 reaching $1.63bn, up on last year’s 1% increase in revenue of $1.52bn.

In 2016, Kikland & Ellis hired David Holdsworth, one of Linklaters’ last remaining private equity heavyweights in the City, as the US firm rebuilt its London office. This followed a six-partner team announced in February 2016 to depart Kirkland to set up a City PE team at Sidley Austin.

Earlier this year, a group of five Paris corporate partners – collectively responsible for a book of business worth £8m – moved from Ashurst to Freshfields Bruckhaus Deringer.

georgiana.tudor@legalease.co.uk

For more on the City private equity shark tank, see ‘ABC – the brutally simple world of a private equity lawyer’

Legal Business

Dentons makes competition play with Skadden veteran Venit

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Strategic recruitment DentonsSkadden, Arps, Slate, Meagher & Flom

European competition veteran James Venit is to leave Skadden, Arps, Slate, Meagher & Flom to join Dentons in Brussels after 16 years at the US firm.

Venit (pictured) joins as Dentons’ European competition and antitrust practice as a partner following his retirement from Skadden, where he was co-head of antitrust and competition in Europe. He joined Skadden in 2000, moving from legacy WilmerHale. Prior to this he was a lawyer with French firm SG Archibald.

Venit has a history of advising on major M&A deals, including the €27bn merger of Arcelor and Mittal in 2006 and the $164bn acquisition of Time Warner by AOL in 2000. He also advised on the failed mergers of Volvo and Scania and GE and Honeywell.

Dentons European head of competition Jörg Karenfort said: ‘We are absolutely thrilled to have a lawyer of Jim’s stature joining our team. Our clients will benefit from his extensive experience in international antitrust and European competition law.’

The global law firm made moves to expand its practice across Europe in 2016. Dentons added an office in Italy, launching in Rome in July with antitrust partner Michele Carpagnano and corporate partner Luca Pocobelli.

The firm also opened in Munich with the hire of top Norton Rose Fulbright corporate partner Alexander von Bergelt as well as partners Michael Malterer and Igsaan Varachia.

Dentons Belgium managing partner Edward Borovikov said: ‘We are very excited to welcome Jim onboard. His experience in high profile competition and antitrust matters, and in particular in competition-related litigation, will further strengthen our reputable EU Competition practice here in Brussels.’

matthew.field@legalease.co.uk

Legal Business

Kirkland and Skadden lead on $710m Hong Kong float for selfie app Meitu

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Corporate Kirkland & EllisSkadden, Arps, Slate, Meagher & Flom
legal-business-default

Kirkland & Ellis and Skadden, Arps, Slate, Meagher & Flom have both advised on the planned $710m initial public offering (IPO) of Chinese tech group Meitu in a deal that will value the company at up to $5.2bn.

Meitu, which means ‘beautiful picture’ in Mandarin, highlights certain beauty characteristics for social media pictures and has more than 450 million monthly users.

The company will launch its float on the Hong Kong Stock Exchange on 15 December in what is set to be the largest tech IPO since Alibaba raised $25bn in 2014.

The tech company was advised by Skadden corporate partners Christopher Betts and Julie Gao. Gao was a rare lateral move from Latham & Watkins in 2009, while rising star Betts joined from Paul Hastings in 2012.

Meitu was advised on PRC law by Beijing headquartered Jingtian & Gongcheng. Offshore firm Conyers Dill & Pearman also picked up a role advising on Cayman Islands law.

Kirkland advised the underwriting banks along with Chinese firm Global Law Office. The Kirkland team included Hong Kong corporate partners Dominic Tsun (pictured), Li-Chien Wong, David Zhang and Judy Yam and Beijing-based Steve Lin. The IPO underwriters include Morgan Stanley, Credit Suisse and China Merchants Securities.

Also on the Hong Kong Stock Exchange, earlier this year Postal Savings Bank of China raised $7.4bn, the world’s second biggest IPO in two years. US firm Davis Polk & Wardwell advised the bank, while local firm Haiwen & Partners acted as Chinese counsel on the deal.

Magic Circle firm Clifford Chance advised the underwriters, while King & Wood Mallesons acted as Chinese counsel.

Chinese e-commerce giant Alibaba floated on the New York Stock Exchange two years ago, raising $25m and raking in $15.8m in legal fees for firms including Simpson Thacher & Bartlett and Sullivan & Cromwell.

matthew.field@legalease.co.uk

Legal Business

Skadden impresses as it takes lead on Abbey Life acquisition

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Corporate Skadden, Arps, Slate, Meagher & Flom
legal-business-default

US firm takes first-time instruction from Freshfields client Phoenix

Skadden, Arps, Slate, Meagher & Flom is in line for a windfall after taking the lead role advising on Phoenix Group Holdings’ proposed £935m acquisition of Abbey Life Assurance Company from Deutsche Bank, pocketing a significant chunk of £17m in fees in the process.

Legal Business

Freshfields leads for longtime client Henderson Group on $6bn merger

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Corporate Freshfields Bruckhaus DeringerSkadden, Arps, Slate, Meagher & Flom
legal-business-default

Freshfields Bruckhaus Deringer and Skadden, Arps, Slate, Meagher & Flom have guided global asset manager Henderson Group and Denver-based global investment firm Janus Capital Group through its $6bn merger.

The combined group, to be named Janus Henderson Global Investors, will now hold assets under management of over $320bn. The newly-merged group will be headquartered in London and has agreed to apply for listing on the NYSE with plans to stop trading on the London Stock Exchange.

Freshfields’ London corporate head Simon Marchant, corporate partner Oliver Lazenby and global financial institutions partner David Rouch acted for Henderson Group alongside the Magic Circle firm’s New York partners Peter Lyons and Matthew Herman.

Janus was advised by Skadden’s London head Michael Hatchard and M&A partner Scott Hopkins. The pair worked alongside the firm’s co-head of its financial institutions group David Hepp and M&A partner Ralph Arditi who are both based in New York.

Marchant (pictured) said: ‘This is exactly the sort of complex, cross-border transaction which underscores the importance of having a fully-integrated, top tier international M&A practice.’

This is the second major deal Freshfields and Skaddens have acted on together in recent months, with Phoenix Group Holdings enlisting the duo as it looks to acquire insurance company Abbey Life from Deutsche Bank for £935m.

Skadden advised Phoenix with a team including corporate partners Robert Stirling and Linda Davies, capital markets partner Danny Tricot, and tax partner James Anderson. Freshfields is advising on debt finance aspects with banking partner Sean Pierce taking the lead.

madeleine.farman@legalease.co.uk

Legal Business

Skadden, Freshfields and Clifford Chance provide cover as Deustche Bank sells insurer for £935m

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Corporate Clifford ChanceFreshfields Bruckhaus DeringerSkadden, Arps, Slate, Meagher & Flom
legal-business-default

Skadden, Arps, Slate, Meagher & Flom, Freshfields Bruckhaus Deringer, Clifford Chance and have all won places advising on Phoenix Group Holdings’ proposed £935m acquisition of life insurance company Abbey Life from Deutsche Bank.

The transaction will add £10bn worth of assets under management and approximately 735,000 policyholders to Phoenix, one of the largest providers of insurance services in the UK.

It emerged in March Jersey-based Phoenix was preparing to launch a bid for Abbey Life after it was reported Deutsche Bank was considering to sell the insurer in October of last year.

Skadden advised Phoenix with a team including corporate partners Robert Stirling and Linda Davies, capital markets partner Danny Tricot, and tax partner James Anderson.

Freshfields advised the insurance company on debt finance aspects with banking partner Sean Pierce taking the lead, while ARC Pensions Law partner Anne-Marie Winton advised on pension law aspects of the deal. Clifford Chance guided Deutsche Bank through the disposal with a team led by partners Hilary Evenett and Narind Singh.

Phoenix’s director of group legal Phil Hagan told Legal Business: ‘Some deals make you bigger and some make you better but it’s pretty rare you get a deal which does both. After missing out on previous sector activity, signing two deals in less than six months for a total of well over a billion GBP makes us a little like London buses.’

The deal is the latest big insurance mandate following the purchase by Canada Pension Plan Investment (CPPIB) of Ascot Underwriting Holdings, the Lloyds of London insurer linked to American International Group (AIG), as part of a $1.1bn agreement.

On that transaction, Travers Smith advised the senior management team of Ascot with senior partner Chris Hale leading a team including tax partner Kathleen Russ. CPPIB, Canada’s largest pension fund, was advised by a cross-border team at Debevoise & Plimpton including partners Alexander Cochran and Nicholas Potter and London-based David Innes and James Scoville.

Freshfields corporate insurance partner George Swan advised AIG alongside international tax disputes head Helen Buchanan.

madeleine.farman@legalease.co.uk